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Restricted Stock Award Agreement
"I need a Restricted Stock Award Agreement under Indian law for a tech startup, granting 10,000 shares to our new CTO with a 4-year vesting schedule starting March 2025, including special provisions for IPO-related acceleration and international tax considerations."
1. Parties: Identification of the Company and the Award Recipient (Grantee)
2. Background: Context of the award, reference to equity plan, and corporate authorizations
3. Definitions: Key terms used throughout the agreement including 'Restricted Stock', 'Vesting Date', 'Service Period', etc.
4. Grant of Restricted Stock: Details of shares granted, including number, class, and nominal value
5. Vesting Schedule: Timing and conditions for vesting of the restricted shares
6. Transfer Restrictions: Limitations on transfer of unvested shares and post-vesting transfer restrictions
7. Rights as a Shareholder: Voting rights, dividend rights, and other shareholder privileges during restricted period
8. Taxation: Tax implications, withholding obligations, and compliance requirements
9. Termination of Employment: Impact of various types of employment termination on unvested shares
10. Compliance with Laws: Adherence to Indian securities laws, SEBI regulations, and other applicable laws
11. Notices: Process for delivering formal communications between parties
12. General Provisions: Standard clauses including amendments, governing law, and dispute resolution
1. Corporate Transaction Provisions: Include when specific provisions for mergers, acquisitions, or corporate restructuring are needed
2. Non-Competition and Non-Solicitation: Include when the company wants to tie stock awards to restrictive covenants
3. International Provisions: Include when recipient is non-Indian resident or shares have cross-border implications
4. Clawback Provisions: Include when company wants right to recoup shares in case of misconduct or restatement
5. Trust Structure: Include when shares will be held through an employee benefit trust
6. Performance Conditions: Include when vesting is tied to specific performance metrics
7. Lock-in Period: Include when additional holding period is required post-vesting
1. Schedule 1 - Award Details: Specific details of grant including number of shares, grant date, and vesting dates
2. Schedule 2 - Equity Plan Terms: Key terms from the main equity plan that are incorporated by reference
3. Schedule 3 - Vesting Conditions: Detailed description of time-based and/or performance-based vesting conditions
4. Schedule 4 - Shareholder Agreement Terms: Relevant excerpts from shareholder agreement affecting restricted stock
5. Appendix A - Tax Treatment Summary: Summary of tax implications and filing requirements
6. Appendix B - Compliance Checklist: List of regulatory compliance requirements and necessary approvals
7. Appendix C - Forms: Standard forms for exercise, acceptance, and Section 83(b) equivalent election
Authors
Technology
Financial Services
Professional Services
Manufacturing
Healthcare
E-commerce
Telecommunications
Pharmaceuticals
Consumer Goods
Information Technology
Consulting
Banking
Insurance
Start-ups
Digital Media
Legal
Human Resources
Finance
Compensation & Benefits
Corporate Secretarial
Executive Leadership
Board Secretariat
Tax
Compliance
Corporate Governance
Chief Executive Officer
Chief Financial Officer
Chief Technology Officer
Senior Vice President
Vice President
Director
Senior Manager
Key Engineer
Principal Scientist
Department Head
Product Manager
Senior Developer
Research Lead
Sales Executive
Key Account Manager
Technical Architect
Financial Controller
Legal Counsel
Human Resources Manager
Strategic Advisor
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